Common use of Bid Process Clause in Contracts

Bid Process. Following Landlord’s approval of the Final Tenant Plans, Landlord shall cause the General Contractor to obtain at least three (3) subcontractor bids for each Major Trade, as hereinafter defined, in connection with the Tenant Improvement Work. “Major Trades” shall be defined as any trade performing work, the cost of which is estimated to exceed $100,000 based upon Landlord’s preliminary price estimates provided pursuant to Section 4.5(D). Tenant shall have the right to propose union subcontractors for each Major Trade and to consult with Landlord and the General Contractor regarding the preparation of the bid packages. Such subcontractors shall be subject to Landlord’s prior consent, which consent shall not be unreasonably withheld, conditioned or delayed. ▇▇▇▇▇▇▇▇’s General Contractor may bid on portions of the Tenant Improvement Plans that would be performed by a subcontractor, such as rough carpentry. Landlord shall prepare an analysis of such bids and recommendations for ▇▇▇▇▇▇’s review. Landlord and Tenant shall pre-approve (which approval shall not be unreasonably withheld) each subcontractor for each trade on the bid list. Except to the extent that ▇▇▇▇▇▇ has expressly disapproved any particular subcontractor, ▇▇▇▇▇▇’s participation in the bid process shall in no way constitute Tenant’s approval or endorsement of any subcontractor(s) or their qualification or ability to perform the subcontract, it being understood that Landlord is ultimately responsible to Tenant for the work performed by the General Contractor and/or any subcontractor(s). The bid packages shall require bidders to identify all Long-Lead Items and to specify delivery dates therefor. ▇▇▇▇▇▇▇▇’s General Contractor, under the direction of Landlord, will solicit the bids from the subcontractors and administer the bid solicitation process in accordance with the time period provided for in Section 4.5(D) below. Upon the conclusion of the bid solicitation process, Landlord will provide Tenant with a copy of the bids received from the subcontractors, including an analysis of such bids and recommendations for Tenant’s review, and meet with Tenant to determine which of the subcontractors shall be awarded the subcontract for each Major Trade within the Tenant Improvement Work. Tenant shall reasonably cooperate with ▇▇▇▇▇▇▇▇’s efforts to expedite the bid process. After ▇▇▇▇▇▇▇▇’s receipt of bids for the Tenant Improvement Work, Landlord shall select the subcontractor in each trade from the pre-approved list for the Tenant Improvement Work, subject to obtaining Tenant’s approval, which approval shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, provided that Landlord is acting in good faith for Project Management Reasons, as hereinafter defined, Landlord shall have the right, without obtaining Tenant’s approval, to select any subcontractor which Landlord deems to be qualified to perform applicable portion the Tenant Improvement Work, provided such subcontractor’s bid for the applicable portion of the Tenant Improvement Work does not exceed the lowest received bid for the same portion of the Tenant Improvement Work by more than three percent (3%). Landlord shall notify Tenant in advance of any instance where it is exercising this right. As used herein, “Project Management Reasons” shall mean (i) Landlord's knowledge of the construction experience of the individual(s) who will be serving as project management staff for the subcontract in question, (ii) labor availability or capacity of the subcontractors in question, (iii) scheduling, and (iv) availability of material and equipment.

Bid Process. Following Landlord’s approval (a) Landlord and Tenant have prepared the Budget for the Tenant Improvement Work attached hereto as Exhibit C-3 (the “Budget”). Except to the extent not practicable due to specialization of the Final Tenant Planswork and limitations on the number of contractors in the field performing such specialized work, with respect to all major sub-trades, Landlord shall cause the General GMP Contractor to obtain solicit bids for performance of the Tenant Improvement Work from at least three (3) subcontractor licensed subcontractors and in substantial accordance with the Budget. If Landlord or the GMP Contractor, as applicable, solicits or is required to solicit bids from subcontractors for such subcontractors to perform both the Base Building Work and the Tenant Improvement Work, Landlord or the GMP Contractor, as applicable, shall require that such subcontractors submit separate and distinct bids for their respective portions of each Major Trade, as hereinafter defined, in connection with of the Base Building Work and the Tenant Improvement Work. “Major Trades” In addition, Landlord covenants that the contracts (Base Building Work and Tenant Improvement Work and the respective subcontracts thereunder) entered into between Landlord and the GMP Contractor shall be defined as any trade performing workon substantially the same terms and conditions, including, without limitation, pricing of materials and rates for general conditions and contractors’ fees. Tenant may, in its sole discretion, require subcontractors to provide unit prices for certain items or services in their respective bids. When bids are solicited, upon the cost receipt of bids from each of the subcontractors, Landlord or the GMP Contractor shall prepare a bid format which is estimated compares each bid, and shall deliver such bid format, together with copies of the bids themselves to exceed $100,000 based upon Tenant (together with Landlord’s preliminary price estimates designation of the bid Landlord intends to accept). All documentation prepared by Landlord or others on its behalf and/or submitted by contractors, subcontractors, vendors, suppliers or others for the Tenant Improvement Work shall be provided pursuant to Section 4.5(D)Tenant’s Representative promptly after receipt of same by Landlord, including, without limitation, bid proposals, bid packages, architectural, design, engineering, earthwork, geotechnical and surveys, as applicable. Tenant shall have the right to propose union subcontractors for each Major Trade review all bid packages and to consult participate with Landlord in the award of the GMP Contract for the Tenant Improvement Work. Landlord has retained ▇.▇. ▇▇▇▇▇ as its contractor for pre-construction services on both Base Building Work and Tenant Improvement Work and intends to retain ▇. ▇. ▇▇▇▇▇ for construction as well. Tenant approves ▇. ▇. ▇▇▇▇▇ as the GMP Contractor. Any change in the selection of the GMP Contractor to perform the Tenant Improvement Work shall be made by Landlord, subject to Tenant’s approval (which shall not be unreasonably withheld conditioned or delayed), provided Landlord shall select the lowest responsible and qualified bidder which is able to meet the timing requirements set forth in this Amendment unless Tenant and Landlord agree to select another bidder. If Tenant has not responded to Landlord’s request for approval within five (5) business days, the same shall, at Landlord’s election, be deemed to constitute Tenant’s approval of Landlord’s recommended selection. The bids selected and the GMP Contract entered into by Landlord and the General GMP Contractor regarding for the preparation Tenant Improvement Work shall be upon the basis of a guaranteed maximum price. The GMP Contract for the bid packages. Such subcontractors Tenant Improvement Work shall be subject to LandlordTenant’s prior consent, review and approval which consent shall not be unreasonably withheld, conditioned or delayeddelayed provided the total GMP is consistent with the Budget and Landlord and GMP Contractor may not amend such GMP Contract in any material manner without Tenant’s prior written consent. If the GMP is not consistent with the Budget, Tenant shall have ten (10) business days to review the GMP Contract and to modify the Construction Documents so that the GMP is satisfactory to Tenant and meets the Budget. If the final GMP Contract approved by the Tenant exceeds the Budget ten the Budget will be modified accordingly. Landlord may, without Tenant’s approval, substitute materials of equal or better quality for materials which meet the Project design intent called for in the Construction Documents. A decrease in the quality of materials or an increase in the GMP Contract price other than by Tenant approved Change Order shall be deemed material. (b) Landlord agrees to cause the GMP Contractor (or each bidding subcontractor) to identify “long lead” items or materials which will delay substantial completion of the Tenant Improvement Work beyond the outside dates contemplated in the Phasing Schedule, as such dates may be modified from time to time by the parties or extended as a result of permitted delays, and shall notify Tenant of the same promptly after such identification can be made. Landlord and Tenant shall cooperate in good faith to integrate “long lead” items or materials into the Phasing Schedule. If the lowest responsible and qualified bidder is to be selected pursuant to the foregoing and such bid is for a subcontract amount in excess of the line item for such subcontract in the Budget, Tenant shall have the right, within three (3) Business Days following the date of Landlord’s selection of the bid, to submit revisions to the Construction Documents for review and approval by Landlord. Upon Landlord’s approval of Tenant’s revisions, Landlord shall seek and obtain revised bids to be reviewed and selected in accordance with the procedures and the time frames set forth in this Exhibit C. (c) If Landlord and Tenant are unable, after the exercise of good faith efforts, to agree upon the Construction Documents, the selection of the GMP Contractor, if other than ▇. ▇. ▇▇▇▇▇ or the GMP Contract, within one hundred eighty (180) days after the Effective Date, either party may elect by notice to the other party delivered within ten (10) days following expiration of such one hundred eighty (180) day period but prior to agreement of the parties on the matter for which the parties had previously failed to agree to submit any disputes or disagreement to binding arbitration. Landlord and Tenant shall conduct and complete the arbitration within thirty (30) days with three (3) arbitrators knowledgeable in commercial construction of the type to be provided to Tenant. Tenant and Landlord shall each promptly select an arbitrator who shall together select a third arbitrator also knowledgeable in commercial construction, which three arbitrators who shall then resolve the issue. Costs of arbitration shall be shared as follows: Landlord and Tenant shall each pay their selected arbitrators and shall share equally the cost of the third arbitrator. (d) If Landlord is unable to obtain from the Town of ▇▇▇▇▇▇▇▇’s General Contractor may bid on portions of ▇ the building permits and other governmental authorizations to perform the Tenant Improvement Plans that would be performed Work within six (6) months following the date of final approval of the Construction Documents, either party may elect to terminate this Amendment by a subcontractor, such as rough carpentry. Landlord shall prepare an analysis delivery of written notice to the other party delivered within ten (10) days following expiration of such bids and recommendations for ▇▇▇▇▇▇’s reviewsix (6) month period. Landlord and Tenant shall pre-approve (which approval shall not be unreasonably withheld) cooperate with each subcontractor for each trade on the bid list. Except other to the extent that ▇▇▇▇▇▇ has expressly disapproved any particular subcontractor, ▇▇▇▇▇▇’s participation in the bid process shall in no way constitute Tenant’s approval or endorsement of any subcontractor(s) or their qualification or ability reasonably necessary for either party to perform the subcontract, it being understood that Landlord is ultimately responsible to Tenant for the work performed by the General Contractor and/or any subcontractor(s). The bid packages shall require bidders to identify all Long-Lead Items obtain necessary permits and to specify delivery dates therefor. ▇▇▇▇▇▇▇▇’s General Contractor, under the direction of Landlord, will solicit the bids from the subcontractors and administer the bid solicitation process in accordance with the time period provided for in Section 4.5(D) below. Upon the conclusion of the bid solicitation process, Landlord will provide Tenant with a copy of the bids received from the subcontractors, including an analysis of such bids and recommendations for Tenant’s review, and meet with Tenant to determine which of the subcontractors shall be awarded the subcontract for each Major Trade within the Tenant Improvement Work. Tenant shall reasonably cooperate with ▇▇▇▇▇▇▇▇’s efforts to expedite the bid process. After ▇▇▇▇▇▇▇▇’s receipt of bids for the Tenant Improvement Work, Landlord shall select the subcontractor in each trade from the pre-approved list for the Tenant Improvement Work, subject to obtaining Tenant’s approval, which approval shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, provided that Landlord is acting in good faith for Project Management Reasons, as hereinafter defined, Landlord shall have the right, without obtaining Tenant’s approval, to select any subcontractor which Landlord deems to be qualified to perform applicable portion the Tenant Improvement Work, provided such subcontractor’s bid for the applicable portion of the Tenant Improvement Work does not exceed the lowest received bid for the same portion of the Tenant Improvement Work by more than three percent (3%). Landlord shall notify Tenant in advance of any instance where it is exercising this right. As used herein, “Project Management Reasons” shall mean (i) Landlord's knowledge of the construction experience of the individual(s) who will be serving as project management staff for the subcontract in question, (ii) labor availability or capacity of the subcontractors in question, (iii) scheduling, and (iv) availability of material and equipmentapprovals.